Jason Wiener|p.c., a public benefit corporation, is pleased to announce that Francisca Pretorius has joined the firm in a full-time capacity. She will hold the dual roles of Senior Associate and MBA in Residence.

Francisca practiced corporate law in Johannesburg, South Africa, for 4.5 years. She has extensive academic experience and is currently an adjunct lecturer at Strathmore University’s law school in Nairobi, Kenya, teaching Foundations of Roman Law and Legal Practice Management. Francisca also worked for Colorado State University’s Center for the New Energy Economy on renewable energy policy. She previously served on the board of a South African non-profit organization that identifies, connects, and mobilizes change-makers in Africa. Francisca is licensed to practice law in Colorado and South Africa and holds an LL.B (Bachelor of Laws) from the University of Pretoria, South Africa, an LL.M in International Trade Law with a thesis on carbon markets from the University of Stellenbosch, South Africa, and an MBA from the Global, Social, and Sustainable Enterprise program at Colorado State University.

“From the moment I met Francisca in the Global Social and Sustainable Enterprise MBA program, I knew she was a superstar. The combination of international big-law experience in South Africa, a background in renewable energy policy, combined with a social enterprise MBA makes Francisca uniquely suited to the work our firm does. Francisca brings a balance of rigor, attention to detail and tenacity, along with a tender touch with training and a big picture perspective. We are lucky to have Francisca join the team full-time and to offer her unique skill set and talent to our clients and partners. The whole team is excited by this big step forward,” says Jason Wiener, Principal. Linda Phillips, Senior Of Counsel, shares that “Francisca is a dynamic attorney who is passionate about the law and about helping those who want to create and build their social enterprise businesses. She will be a true bonus for our firm and we are delighted she is able to join us full time.”

In her practice Ms. Pretorius will work on business entity formation (with a focus on cooperatives), custom transactional support, regulatory compliance (especially compliance with the General Data Protection Regulation), and other areas of law that support mission-driven companies and social enterprise. Her full bio is here.

How does a law firm, known largely as a stagnant institution, nurture a culture of trust, openness, entrepreneurship, resilience and collaboration? Read on to learn how we are liberating ourselves — from the clock and the obligations of client matters — to focus on the meaningful and necessary work of building a durable culture, adding value to clients, and propagating positive social and environmental impact. Much of what we are practicing, as described below, is experimental and still evolving. This is our best effort to practice what we preach.

I had never given much thought to what it takes to assemble a top-flight team of values-aligned, talented, dedicated and compatible people although I’ve been fortunate and privileged to have both served on and helped assemble such teams. Our current team, assembled over the course of 1.5 years, is the most awesome (in every respect) amalgamation of backgrounds, passion, talent, and dedication that I have ever thought possible. To be honest, that this team has come together at all feels as much happenstance as serendipity. I know now, however, that there are carefully nurtured and delicate dynamics at play.

Our whole team recently came together in Boulder, Colorado for a 2-day retreat. We put up out-of-office memos, we turned off the phone and we informed clients and strategic partners that we would be inaccessible. For folks who still largely inhabit a world where “time is money,” this kind of planned down-time is relatively rare. Throughout our time together, we discovered we are rare in many respects.

I.Open Book Collaboration

Over the last year, I have been slowly opening up the books of the firm to our team. I started with a 2017 year-in-review. I went over our high-level financial performance, key metrics and qualitative aspects of our practices and performance. This was an opportunity to tell the arcing story of the firm’s history, the ebb and flow of various campaigns and big projects, and to use the financials as a canvas for telling the richer story. I was struck by the level of engagement and the curiosity of the team. For some, it was the first time they were ever exposed to financial statements at all, let alone those that affect their own employer.

I followed up this year-in-review with a set of 2018 projections. The most exhilarating part was when I…drumroll please…unveiled our “Moonshot.” By this point, three members of our team had only been with the firm for less than two months. How cool! To start a brand new job and to have a front-row seat to an organization’s launch point for the moon. To be clear, we were not a start-up at this point. This presentation took place around the 4-year anniversary of the firm. For most of that time, the firm had been just me and one or two part-time contract attorneys. I gave this presentation to six people. From one to six team members in less than one year. That’s a lot of growth!

Like most moonshot goals, we set ambitious goals for the next 4–5 years. I confessed not having a clear picture of what strategy or tactics we would employ to reach the moon. I only knew that the moonshot had to be inspiring, credible and imaginative. To my surprise, it was…for all six of us. That was one of the first real signs I had that we had the right people.

II.Collaborative Goal-setting, visioning and strategic planning

I more or less set the 2018 goals and strategy by fiat. The team was too nascent and without historical context to engage in collective planning. Plus, we were planning for a merger with the law practice of Linda Phillips. Thus, there were too many “unknown unknowns” to go through a strategic planning process for the 2018 fiscal year in early 2018.

So, with early 2018 strategy and goals presentation as a backdrop, we hit the ground running at the 2018 firm retreat. I gave a summary review of the 2018 year-to-date. I refreshed everyone’s memory of our 2020 moonshot and I presented a model for what the launch path would look like to achieve it. This gave the context everyone needed to fully and meaningfully contribute to a strategic plan.

We spent the better part of two days engaged in the profundity of firm culture, client screening, business development, vision and values and strategic planning. Some of us confessed our predisposition for “passion and purpose fatigue.” Some revealed a rejuvenated motivation to tackle big, thorny social and environmental issues, including climate change, economic inequality and social justice. Ultimately, we bonded over our shared sense of purpose and our commitment to our core values.

I have been deeply impressed and touched by the occasions and experiences that remind me of the timeliness of our core values. I developed those as a solo practitioner and entrepreneur, back in 2014, long before I knew 4 of my 5 fellow team members. We explicitly revisit and discuss these core values every week on our team huddle.

We re-committed to the moonshot goal. The energy of the retreat hardened our commitment to our team and to our purpose. To get there, we knew the challenge would be strategic planning in an environment where we, not unlike most businesses, are not fully in control of the key inputs. We divided up the pillars of our core business — Internal Relationships, Business Development, Client Service, Internal Systems (tech), Internal Systems (processes), and Inclusivity and Diversity — and assigned each component to one team member. We follow the Todoist model of accountability — every task must have a direct responsible individual if it is to be done.

For each strategic plan component, we are following a standard 1-page format that involves:

· A vision statement.

· 3–4 high level elements of the component plan.

· 3–4 high level goals per element.

· 3–4 key performance indicators for each goal.

Each strategic plan component can include tactical detail in endnotes or subsequent pages.

Over the next 5–6 weeks, we will rotate presenting on drafts of each of our plans, providing feedback, iterating and ultimately consenting to the final assemblage of the plan.

We will be experimenting with a few new things:

· We will budget for conferences and events up front and allow team members to self-select which conferences they want to attend, with input from the team.

· We will budget for firm-wide and individual training. Each team member will have a time and monetary budget that they control. The aim is to increase competence and interdisciplinary knowledge and experience.

· We will budget for innovation and technology. Team members will have individual budgets they control for experimental projects and technology, to make the most of each team member’s creativity.

III.People Policies and Work Expectations

We hired our first employee in June of 2018. Despite having long practiced employment law, it is quite different to be an employer than to advise employers. I found myself in the seat that our clients usually occupy. I had to get comfortable with all that hiring employees entails; payroll, fixed costs, workers compensation, leading, supervision, and, most importantly, creating a culture and work atmosphere that enabled the highest contribution from people.

To do this, I resolved certain things:

· First, I would resist the inimical truth that setting compensation is an inherently imperfect science. I made the typical “negotiation” process collaborative, open and transparent. I showed prospective employees all the numbers and the revenue and cost model for the position. Their contribution and commitment is valuable to me and the firm and I want each team member to know that.

· Second, I didn’t want to baby-sit employees. I wanted to only hire people I trust unconditionally. I wanted to set each employee free to do their best work and to be happy. I tell team members that they can work any time, any where and in just about any way that suits them, as long as they get the job done to their highest ability given the circumstances and resources available. One team member chose to work while visiting a friend in Scotland. Another worked remotely from South Africa while visiting family.

· Third, I wanted to practice what we preach. The conventional 2080 work hours/year is…unworkable. It roughly translates into more awake time at a desk than with family. This is not how I choose to live my life, and so it would be hypocritical to impose this on co-workers or employees. Therefore, we set an expectation of a 1600 hours of work/year. Not just billable hours; that’s total time. This translates into approximately 31 work hours per week for 52-weeks, or 33 hours per week for 48-weeks. What employees chose to do with their time outside of the 1600 hours is up to them. We expect our team members to recharge themselves and to take time away. We put in place safeguards against burn-out.

· Fourth, we mean what we said in #3. We have an unlimited vacation policy. As long as employees meet expectations and add value to the firm according to prescribed metrics and quality goals, our team members are in control of their time.

· Fifth, we pay at or above market rates to our employees and contract attorneys. I regularly review market data for firms of our size, practicing in comparable areas of law, and practicing in similar geographic regions. We provide health insurance to all full-time employees, a 401k plan, paid professional development, a remote work stipend, and paid access to a rich technology platform for collaboration.

· Sixth, we create the conditions for innovation and entrepreneurial risk taking. By maintaining flexible and reasonable work expectations, we can afford to enter into creative and alternative fee arrangements with clients. We are experimenting with fixed fee, monthly subscription models, and other non-time-based billing practices. Our aim is to enhance value to clients while creating a fun work environment.

Cooperatives are the original social enterprise business model and Colorado is emerging as the “Delaware of cooperative law,” thanks in no small part to limited cooperative associations (LCAs), authorized by C.R.S. Title 7, Article 58. The limited cooperative association is a relatively new entity type, adopted in Colorado in 2010. It offers a balance of flexibility, self-determination, cooperative identity and fundamental protection for the cooperative principles and economic structure. As of 2017, LCAs can also elect the protections and privileges of the Colorado Public Benefit Corporation Act.

Longer-term horizon and non-liquidity based options available for equity redemption and planning purposes

Investments and ROI

Like traditional corporations, public benefit corporations, or LLC’s, LCA’s can generate returns for investors. LCA’s operate with pluralistic purpose, for the benefit of members, to generate a profit, and to tend to the interests of other stakeholders, including investors. LCA’s distribute profit to their members on the basis of “patronage”; the value of goods or services contributed to or purchased from the LCA, and to investors based on the relative amount invested. Subject to certain limitations, LCA’s can generate returns for investors based on profitability, distributions on profitable asset sales, refinancing, or through a liquidity event. LCA’s, as member-owned and democratically-governed entities, seek to grow and operate sustainably for the benefit of their members, and thus do not set out with the objective of demutualizing or undergoing a liquidity event. Consequently, the primary mechanism for generating a return on investment is through sustainable operations and profitability.

More recently, multi-stakeholder start-up LCA’s have been using revenue-based financing mechanisms to raise capital, offering investors a return of up to a multiple of 1-5x the original investment, or a fixed percentage of profit for a fixed duration of time. Once the cap is reached, the shares are treated as automatically repurchased. These instruments are sometimes called demand dividends. Even Silicon Valley and New York VC’s are catching on to revenue-based financing and alternative business models as a way of helping to build a more sustainable and healthy business.

Non-exhaustive list of examples of seed-stage investment terms based on recent offerings.

Equity equivalent investment type:

“Capped Return, Self-Redeeming”

“Profit Share, Self-Redeeming”

“Hybrid Profit Share – Capped Return”

“Target Dividend”

Original investment (e.g.)

$500,000

$500,000

$500,000

$500,000

Return

3x cap, no pre-set profit allocation

X% of profit for 5-years.

Greater of Cap or X% of profits for 5-years, with true-up within 90-days of 5-year anniversary

Target 5-8% annual dividend (non-cumulative)

Liquidity

Priority distribution of Cap, less prior distributions before any distributions to members

Jason Wiener|p.c., a public benefit corporation, is pleased to announce the promotion of Tonya Price from law clerk to Associate, effective immediately.

Ms. Price is a summa cum laude graduate of Michigan State University College of Law. She recently passed the uniform bar exam and will be sworn in today by the Colorado Supreme Court. She believes that “the only way to remedy the growing inequality in the U.S. is to make business work for the many by creating models that consider business’ impact on employees and communities, not just shareholders.”

Her focus on a more just and equitable economic paradigm will add value to the firm’s clients, says Jason Wiener, Principal. “As a founder, it’s always difficult to share stewardship of a vision and purpose with others. With Tonya, it hasn’t been a challenge at all. Tonya gets it; she came in with strong purpose alignment and a strong foundation of skill, competence and capacity for growth and training.” Linda Phillips, Senior Of Counsel, echoes those sentiments: “We’re so delighted to have Tonya become a formal member of the team, bringing her boundless energy and vision for social enterprise and cooperative businesses and ideals.”

In her emerging practice Ms. Price will work on public benefit corporation formation and conversions, cooperative design and formation, compliance with the General Data Protection Regulation, employment issues, and other areas of law that support mission-driven companies and social enterprise. Her full bio is here.

Leading Colorado Cooperative Business and Sustainable Economies Law Practices Join Forces

The law practices of Linda D. Phillips and Jason Wiener are merging effective April 1, 2018, to scale client service, capacity, training, and impact for the firms’ collective work with cooperatives, social enterprise start-ups, sustainable growth companies and mission-oriented businesses. Jason and Linda have been collaborating for close to a decade. In that time, the shared ownership and cooperative movement has expanded significantly. The two attorneys will merge their practices and continue the process of building a team of dedicated, talented, multi-faceted and purpose-filled attorneys.

The merger of Phillips Law Offices and Jason Wiener|p.c. coincides with the rapid growth in purpose-oriented start-up law work, shared ownership conversions of growing and mature transitional businesses, and alternative and non-extractive financing for small- to medium-sized businesses. The combined firm will offer higher level resources and services to the growing craft beer and beverage, renewable energy, technology, agriculture and small producer, housing and real estate, and co-working sectors, and to other worker and multi-stakeholder owned businesses. The firm has attorneys licensed in Colorado, New York, Massachusetts, Connecticut (pending), and South Africa, and serves clients in more than 21 states and 4 countries.

Linda and Jason will collaboratively train and lead a team of junior and mid-level attorneys and staff. The firm is committed to self-management principles and transparency. The firm has begun open management and collaboration practices, including regular internal discussions about client service, core values, financials, and business development.

About the merger, Linda says “it’s exciting to become part of a team that shares my passion for advancing cooperative business models and helping businesses realize their visions through proper legal and management structures.”

Jason says “We are tremendously fortunate and honored to leverage Linda’s experience to bridge three generations of Colorado cooperative law and to offer such deep business law expertise to our current, new and prospective clients. Linda’s addition to our team will also help train the next generation of cooperative and sustainable economies lawyers.”